Purchase Purchase Price and Payment Clause Samples

The 'Purchase, Purchase Price and Payment' clause defines the terms under which a buyer acquires goods or services from a seller, including the agreed price and the method and timing of payment. It typically outlines what is being purchased, the total amount due, acceptable payment methods (such as wire transfer or check), and deadlines for payment. This clause ensures both parties are clear on their financial obligations, reducing the risk of disputes over payment terms and helping to facilitate a smooth transaction.
POPULAR SAMPLE Copied 1 times
Purchase Purchase Price and Payment. (a) On the terms and subject to the conditions set forth in this Agreement, each of the Sellers, as applicable, agrees to sell, assign, convey, transfer, and deliver all right, title, and interest in and to the Assets (which for the avoidance of doubt shall not include any Excluded Assets) to Buyer, free and clear of all Encumbrances (other than any Permitted Encumbrances described in clauses (c) and (d) of the definition thereof), and ▇▇▇▇▇ agrees to purchase, acquire, and accept the Assets, in each case at the Closing and effective as of the Effective Time. (b) As full and complete consideration for the sale, assignment, conveyance, transfer, and delivery to Buyer of the Assets (free and clear of all Encumbrances, other than any Permitted Encumbrances described in clauses (c) and (d) of the definition thereof), and the obligations of the Sellers under Section 7.3, Buyer shall pay the Company an amount equal to Forty Seven Million Five Hundred Thousand Dollars ($47,500,000.00) (the “Purchase Price”), which Purchase Price (x) was calculated prior to and without giving effect to the full release of the Company and its Affiliates of their respective obligations under the HAP Contracts provided in Section 7.5(b), other than with respect to the HAP Outstanding Fees and (y) shall be paid or satisfied as follows, subject to the terms and conditions contained herein (including with respect to potential offsets against the Holdback Amount): (i) On the Closing Date, Buyer shall pay such amounts as are required to fully discharge the then-outstanding HAP Outstanding Fees (such amount, the “HAP Payoff Amount”), for and on behalf of the Company and its Affiliates, as applicable, by wire transfer of immediately available funds to the account designated in the HAP Payoff Letter executed by HHP and delivered to Buyer on or before the Closing Date, which shall also be set forth in the Funds Flow. (ii) Subject to the terms and conditions contained herein, at the Closing, Buyer shall pay to the Company or its designees, by wire transfer of immediately available funds to the account or accounts designated in writing by the Company at least three (3) Business Days prior to the Closing Date, an amount equal to, subject to any deductions as set forth in Section 2.1(c), (A) the Purchase Price, minus (B) the HAP Payoff Amount, minus (C) the Holdback Amount. (iii) On the Business Day immediately following the date which is six (6) months after the Closing Date, Buyer shall pay to ...
View Source
Purchase Purchase Price and Payment 
View SourceView Similar (21)

Related to Purchase Purchase Price and Payment

  • Purchase Price and Payment The total Purchase Price for the Property is the amount of the successful bid for the Cabin/Home Site at public auction plus the Maximum Value of the Personal Property.

  • Purchase Price and Payment Date Each Asset purchased by the Receiver pursuant to this Section 3.4 shall be purchased at a price equal to the Repurchase Price of such Asset less the Related Liability Amount applicable to such Asset, in each case determined as of the applicable Put Date. If the difference between such Repurchase Price and such Related Liability Amount is positive, then the Receiver shall pay to the Assuming Institution the amount of such difference; if the difference between such amounts is negative, then the Assuming Institution shall pay to the Receiver the amount of such difference. The Assuming Institution or the Receiver, as the case may be, shall pay the purchase price determined pursuant to this Section 3.4(d) not later than the twentieth (20th) Business Day following the applicable Put Date, together with interest on such amount at the Settlement Interest Rate for the period from and including such Put Date to and including the day preceding the date upon which payment is made.

  • Purchase Price and Payment Terms 3.1 The Base Purchase Price for each Aircraft is * . 3.2 The Base Purchase Price shall be adjusted to determine the "Adjusted Base Purchase Price", as follows: 3.2.1 To include the cost of changes to the Customer Specification required by Buyer after the date hereof. 3.2.2 To include the cost of Regulatory Changes pursuant to the terms of Clause 2.3.2, except those paid directly by Buyer. 3.3 The Adjusted Base Purchase Price shall be adjusted to determine the "Purchase Price" to reflect changes in economic conditions * and (iii) the Adjusted Base Purchase Price shall not be adjusted for any period of delay of an Aircraft which is due to * 3.4 Buyer shall pay to Seller the Purchase Price for each Aircraft upon execution by Buyer of the Certificate of Acceptance for such Aircraft, provided, however, that with respect to any Aircraft delivered under a Lease Agreement, Buyer shall pay all amounts specified in the Lease Agreement due upon delivery of such Aircraft. 3.4.1 Subject to the conditions specified herein, the first Aircraft delivered under this Agreement shall be delivered to Buyer under a Lease Agreement. Buyer's obligation to pay the lease rentals due under such Lease Agreement shall be waived until the later of (i) March 1, 1997 or (ii) the date of completion of the J41 modification program currently being performed by Seller on Buyer's existing fleet of Jetstream 41 aircraft (the "Modification Program"), subject to the provisions of Section 3.4.2. 3.4.2 In the event the date of completion of the Modification Program is delayed due to reasons resulting from the acts or omissions of Buyer, the obligation to pay the lease rentals for such Aircraft shall occur on the date the Modification Program would have been completed if such acts or omissions of Buyer had not occurred. 3.5 Upon (i) delivery, acceptance and payment in full of the Purchase Price for each Aircraft in accordance with the terms of this Agreement, or, (ii) execution of a Lease Agreement on the Delivery Date for each Aircraft, * 3.6 All amounts payable by one party to the other pursuant to this Agreement shall be payable in U.S. Dollars in immediately available funds, by Federal Funds transfer or same day book entry transfer to the accounts specified in Exhibit E attached hereto.

  • Price and Payment Unless stated otherwise, the Charges are exclusive of value added tax (VAT) or any equivalent sales tax in any applicable jurisdiction. Unless stated otherwise, the Supplier shall invoice for the Charges monthly in arrears and all such invoices shall be accompanied by a statement setting out the Services and/or Goods supplied in the relevant month in sufficient detail to justify the Charges charged. Subject to clause 4.4 below, the British Council shall, unless agreed otherwise by the parties in writing, pay each of the Supplier’s valid and accurate invoices by automated transfer into the Supplier’s nominated bank account no later than 30 days after the invoice is received. Where there is an end client, the British Council shall not be obliged to pay any invoice to the extent that it has not received payment relating to that invoice from the end client. If the British Council fails to pay any sum properly due and payable (other than any sum disputed in good faith) by the due date for payment, the Supplier may charge interest on the amount of any such late payment at the rate of 4% per annum above the official bank rate set from time to time by the Bank of England. Such interest will accrue from the date on which payment was due to the date on which payment is actually made. The parties hereby acknowledge and agree that this rate of interest is a substantial remedy for any late payment of any sum properly due and payable Where the Supplier enters into a Sub-Contract, the Supplier shall: pay any valid invoice received from its subcontractor within 30 days following receipt of the relevant invoice payable under the Sub-Contract; and include in that Sub-Contract a provision requiring the counterparty to that Sub-Contract to include in any Sub-Contract which it awards provisions having the same effect as clause 4.6.1 of this Agreement.

  • Price and Payments 4.1. Prices are as stated in NEVION’s acknowledgement. All quotations are on ex works (factory) terms (as defined in INCOTERMS ®2010) and are exclusive of carriage, insurance, VAT or other charges and duties and also exclude any applicable fees or royalties. The price will include the licence fee for the Customer’s right to use any Software where a software licence is included with the Equipment unless otherwise stated in a quote or licence agreement. 4.2. The Customer is responsible for arranging transport and providing NEVION with timeous transport instructions. 4.3. Unless expressly stated in the order confirmation, receipt of payment in full in cleared funds is a condition precedent to NEVION’s obligation to ship Equipment or supply Services under a Contract. 4.4. Where payment terms require a letter of credit to be issued in favour of NEVION, the Customer shall arrange for an unconditional irrevocable letter of credit to be issued, and if required by NEVION, confirmed, by a first class bank or financial institution approved by NEVION and otherwise on terms as NEVION shall specify. 4.5. Where credit terms have been agreed, should the Customer fail to make payment in full by the due date, without prejudice to any other right or remedy available to NEVION, NEVION may: (a) terminate the Contract or suspend any further deliveries (whether under the same Contract or not) in accordance with condition 11; (b) appropriate any payment made by the Customer as it sees fit; (c) charge a monthly fee of 1.5%; (d) charge storage for any undelivered Equipment at its current rates;